Author: Ada, Shenchao TechFlow
OpenAI's capital structure for computing infrastructure is being rewritten.
According to a June 10 report from The Information, OpenAI is in deep negotiations with SB Energy, a subsidiary of SoftBank Group, for a major lease. The subject is a planned AI data center campus on federal land in Pike County, southern Ohio, with a total planned capacity of 10 gigawatts. This campus was previously disclosed by the U.S. Department of Energy (DOE) and the Department of Commerce (DOC) in a "public-private partnership" format, to be built on the site of the former Portsmouth uranium enrichment plant, which produced weapons-grade uranium during the Cold War and shut down in 2001.
Under the terms disclosed by The Information, OpenAI will sign a 20-year lease with SB Energy, during which OpenAI will control the use of the equipment within the campus and will be obligated to pay rent after the project becomes operational. The cumulative rent over the lease period is expected to reach tens of billions of dollars. The first phase, with 800 megawatts of capacity, is expected to be operational by 2028.
Nvidia Steps In as Credit Guarantor, Structural Financing Model Begins to Spread
The core, and previously undisclosed, design of the deal lies in Nvidia's role. According to The Information, Nvidia is in discussions to use its own balance sheet to provide credit guarantees for OpenAI's lease payments and future project financing for SB Energy. This means Nvidia would, for the first time, act as a "financial guarantor" for an infrastructure project of this scale. Its previous collaborations with OpenAI have primarily involved equity investments and sale-leaseback financing structures.
This model is not an isolated case. According to a Bloomberg exclusive report on June 9, Google is essentially providing a backstop arrangement for Anthropic's TPU leasing obligations, which amount to approximately $35 billion, covering five data centers located in New York, Texas, Louisiana, and Indiana. That deal is supported by structured debt issued by a special purpose vehicle (SPV) led by Apollo and Blackstone, with Broadcom providing additional residual value guarantees on the senior tranche. SemiAnalysis describes this structure as a "hyperscaler-backed model," suggesting it is addressing the duration mismatch issue inherent in data centers, where "lease terms exceed 15 years while the payback period is about 8 years."
Nvidia's entry signals that this structure is spreading from cloud providers to the chip supplier side.
$500 Billion Campus Relies on U.S. DOE Land and Japan-U.S. Investment Agreement
The lessor, SB Energy, is an energy company established by SoftBank in 2019, with SoftBank holding a controlling stake. Ares Management and OpenAI are also shareholders. In January of this year, OpenAI and SoftBank Group each injected $500 million (totaling $1 billion) into SB Energy. Concurrently, OpenAI awarded SB Energy the contract to build the 1.2-gigawatt "Stargate" project in Milam County, Texas.
The project's governmental background is particularly crucial. According to a U.S. Department of Commerce disclosure in February, this SB Energy investment stems from the framework of the "Trade Agreement with Japan" reached during the Trump administration. Japan committed to investing $550 billion in the U.S., which includes SB Energy's $33 billion power plant project at the Portsmouth campus. In early May this year, Energy Secretary Chris Wright, Commerce Secretary Howard Lutnick (Note: This seems to be an error in the original text; likely meant a different official), and Interior Secretary Doug Burgum attended the project announcement ceremony in Piketon alongside representatives from SoftBank.
Under the plan, SB Energy will self-fund the construction of 9.2 gigawatts of natural gas power generation units (assets owned by the U.S. government, operated by SB Energy) and partner with AEP Ohio to invest $4.2 billion in grid upgrades. Upon completion, the campus's total 10-gigawatt capacity would be roughly equivalent to the output of 4.5 Hoover Dams, potentially making it the world's largest single data center campus.
$350 Billion Chip Shortfall to Fill, OpenAI Uses 'Piecemeal' Approach to Patch Infrastructure
Having just the campus facilities is far from sufficient. According to industry standards, chips and servers and other IT equipment account for about 70% of the total cost of an AI data center. For this project alone, OpenAI would need to raise approximately $350 billion to purchase Nvidia chips. The Information reports that OpenAI is already discussing how to finance this chip procurement separately.
This move reflects a shift in OpenAI's infrastructure strategy. Earlier this year, the $500 billion "Stargate" joint venture initiative launched by OpenAI, Oracle, and SoftBank was confirmed by the industry to have been effectively shelved mid-year. The FT reported that OpenAI has "effectively abandoned the joint venture model" and is turning to large-scale bilateral deals to advance its own computing power deployment. This 20-year lease with SB Energy is the largest single product of this new approach.
$665 Billion in Cloud Lease Obligations to Become Focus of IPO Prospectus Scrutiny
This Monday (June 8), OpenAI confirmed it had confidentially submitted its IPO prospectus (Form S-1) to the SEC. According to disclosures by CNBC and Reuters, the underwriting syndicate includes Goldman Sachs, Morgan Stanley, and JPMorgan Chase, with a target valuation potentially exceeding $1 trillion, aiming for a listing as early as September. Media outlets like Bloomberg, citing internal documents, predict OpenAI will still record a loss of approximately $14 billion in 2026 and may not achieve profitability before 2029.
Against this backdrop, the at least $665 billion in cloud leasing commitments OpenAI has signed over the past year with Microsoft (incremental $250 billion), Oracle ($300 billion over 5 years), and AWS ($100 billion total over 8 years, including an original $3.8 billion) will become a core focus for SEC review and institutional investor due diligence. OpenAI's CFO, Sarah Friar, admitted internally in April that if revenue growth falls short of expectations, the company might not be able to fulfill its future computing power contracts.
Meanwhile, SB Energy itself announced its plans for a U.S. IPO in May of this year. The underwriting syndicate includes JPMorgan Chase, Goldman Sachs, Morgan Stanley, Citigroup, and Mizuho, with a valuation potentially exceeding $50 billion, aiming for a listing as early as September. This creates a situation where OpenAI, SB Energy, and their upstream partner Nvidia will be "exposing each other's risk exposures in their respective prospectuses," adding another layer to the "circular financing" narrative.
